Amuse Group Holding Limited — Board/Management Information 2021

Feb 1, 2021

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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Amuse Group Holding Limited 佰悅集團控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 8545)

(1) RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR; (2) APPOINTMENT OF DIRECTORS; AND (3) CHANGE IN THE COMPOSITION OF THE BOARD COMMITTEES

The Board is pleased to announce that with effect from 1 February 2021:

RESIGNATION AND APPOINTMENT OF DIRECTORS

• (i) Mr. Tung Man has tendered his resignation as an independent non-executive director of the Company. He ceased to be the chairman of the Nomination Committee and a member of the Audit Committee and Remuneration Committee of the Company;

• (ii) Mr. Yu Ziyi has been appointed as an non-executive director of the Company; and

• (iii) Ms. Ren Hongyan has been appointed as an independent non-executive director of the Company, the chairman of the Nomination Committee and a member of the Audit Committee and Remuneration Committee of the Company.

CHANGES IN THE COMPOSITION OF BOARD COMMITTEES

With effect from 1 February 2021, the composition of the Board committees has been changed as follows:

Audit Committee	Ms. Chow Chi Ling Janice_(Committee Chairman)_
	Mr. Yu Pui Hang
	Ms. Ren Hongyan
Nomination Committee	Ms. Ren Hongyan_(Committee Chairman)_
	Mr. Yu Pui Hang
	Ms. Chow Chi Ling Janice

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Remuneration Committee Mr. Yu Pui Hang (Committee Chairman) Ms. Chow Chi Ling Janice Ms. Ren Hongyan

RESIGNATION OF AN INDEPENDENT NON-EXECUTIVE DIRECTOR

The board of directors (the “ Board ”) of Amuse Group Holding Limited (the “ Company ”) hereby announces that, with effect from 1 February 2021, Mr. Tung Man (“ Mr. Tung ”) has tendered his resignation as an independent non-executive director of the Company due to his other business engagement. He ceased to be the chairman of the Nomination Committee and a member of the Audit Committee and Remuneration Committee of the Company.

Mr. Tung has confirmed that he has no disagreement with the Board and there are no other matters that need to be brought to the attention of holders of securities of the Company in connection with his resignation.

The Company would like to express its sincere gratitude to Mr. Tung for his valuable contribution to the Board and the Company during his terms of office.

APPOINTMENT OF DIRECTORS

The Board is pleased to announce that, with effect from 1 February 2021, Mr. Yu Ziyi has been appointed as non-executive director and Ms. Ren Hongyan has been appointment as independent non-executive director. Following the appointment of Ms. Ren as independent non-executive director of the Company, she will become the chairman of the Nomination Committee and a member of the Audit Committee and Remuneration Committee of the Company.

The biographies of the new directors are set out in the paragraphs below:

Mr. Yu Ziyi (“ Mr. Yu ”)

Mr. Yu, aged 27. From July 2019 to July 2020, Mr Yu was employed as valuation associate in PSA (HK) Surveyors Limited. From January 2018 to October 2018, Mr. Yu was employed as private equity analyst in Fairway America LLC. He obtained a bachelor’s degree of Economics in International Business and Economics from Jiangxi Normal University in in Nanchang, the PRC in July 2016 and a master’s degree of Science in Finance from Southern Methodist University in Dallas, the United States of America in May 2017.

Mr. Yu has entered into a letter of appointment with the Company as a non-executive director for an initial term of two years commencing from 1 February 2021 and is subject to retirement by rotation and re-election according to the Articles of the Company. Pursuant to the letter of appointment, the annual remuneration of Mr. Yu as a non-executive director of the Company is HK$72,000. Such remuneration is determined with reference to his duty and responsibility in the Company, the prevailing market rate and the remuneration policy of the Company.

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Ms. Ren Hongyan (“ Ms. Ren ”)

Ms. Ren, aged 53, has over 10 years of experience in real estate investment and development, real estate finance, and has a comprehensive understanding of the real estate market to seek valuable business projects for companies. She has participated in many domestic factoring cases and provided small and medium-sized enterprises with professional financial services integrated tailor-made accounts receivable financing, credit guarantees, and supply chain financial management.

Since October 2019, Ms. Ren co-founded Quanjingtong Emergency Transport (Shenzhen) Co., Ltd* (深圳全境通醫療控股集團有限公司) of which its principal businesses are the investment in pension projects and medical projects, import and export of goods and technologies, medical information consultation and internet of things technology development.

From October 2020 to December 2020, Ms. Ren served as the independent non-executive director of Solis Holdings Limited, the shares of which are listed on the Hong Kong Stock Exchange (stock code: 2227). Between August 2016 and September 2019, Ms. Ren was appointed as the director of Shenzhen Hongji Taifu Asset Management Co., Ltd* (深圳市 泓基泰富資產管理有限公司) and between January 2015 and July 2016, she was the deputy general manager of Huacheng Yintong Commercial Factoring Co., Ltd* (華誠銀通商業保理 有限公司).

Ms. Ren has entered into a letter of appointment with the Company as an independent nonexecutive director for an initial term of two years commencing from 1 February 2021 and is subject to retirement by rotation and re-election according to the Articles of the Company. Pursuant to the letter of appointment, the annual remuneration of Ms. Ren as an independent non-executive director of the Company is HK$300,000. Such remuneration is determined with reference to her duty and responsibility in the Company, the prevailing market rate and the remuneration policy of the Company.

As at the date of this announcement, save as disclosed above, each of Mr. Yu and Ms. Ren has confirmed that (i) he/she does not hold any directorship in other public listed companies in Hong Kong or overseas in the past three years; (ii) he/she does not hold any other positions with the Company or subsidiaries of the Company; (iii) he/she does not have any relationship with any directors, senior management or substantial or controlling Shareholders; (iv) he/she does not have any interest of shares of underlying shares of the Company within the meaning of Part XV of the SFO; and (v) there is no other information that is required to be disclosed pursuant to Rule 17.50(2)(h) to 17.50(2)(v) of the GEM Listing Rules nor there is any other matter that needs to be brought to the attention of the holders of securities of the Company in relation to their appointment.

The Board would like to express its warm welcome to Mr. Yu and Ms. Ren in joining the Board.

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CHANGE IN THE COMPOSITION OF BOARD COMMITTEES

The Board further announces that with effect from 1 February 2021, the composition of the Board committees has been changed as follows:

Audit Committee Ms. Chow Chi Ling Janice (Committee Chairman) Mr. Yu Pui Hang Ms. Ren Hongyan Nomination Committee Ms. Ren Hongyan (Committee Chairman) Mr. Yu Pui Hang Ms. Chow Chi Ling Janice Remuneration Committee Mr. Yu Pui Hang (Committee Chairman) Ms. Chow Chi Ling Janice Ms. Ren Hongyan

By Order of the Board Amuse Group Holding Limited Li Wai Keung Chairman and Executive Director

Hong Kong, 1 February 2021

As at the date of this announcement, the Board comprises Mr. Li Wai Keung, Mr. To Hoi Pan and Ms. Lee Kwai Fong as executive Directors; Mr. Yu Ziyi as non-executive Director; and Mr. Yu Pui Hang, Ms. Ren Hongyan and Ms. Chow Chi Ling Janice as independent nonexecutive Directors.

This announcement, for which all the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief, the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement in this announcement misleading.

This announcement will remain on the website of Stock Exchange at www.hkexnews.hk on the “Latest Information” page for at least 7 days from the date of its publishing and will be published on the Company’s website at www.amusegroupholding.com.

* For identification purposes only

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